Terms and Conditions | Postmedia (original) (raw)

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING ANY WEBSITE SERVICES PROVIDED TO YOU BY POSTMEDIA NETWORK INC. AS THEY CONTAIN BINDING LEGAL TERMS AND OBLIGATIONS INCLUDING LIMITATIONS OF POSTMEDIA’S LIABILITY AND DISCLAIMERS.

1. Acceptance of Terms

All website services provided to you by Postmedia Network Inc., and any of its respective affiliates, related companies, unaffiliated partners and/or licensors (together herein referred to as “Postmedia” or “we”) are provided to you subject to the following terms and conditions of service.

By using or accessing (either by computer, e-reader, mobile or other electronic device now or hereafter devised) any Postmedia website, mobile enabled website, or mobile application (each a “Postmedia Site” and collectively, the “Postmedia Sites”) or any products, content or other services available on a Postmedia Site (each a “Service” and collectively, the “Services”), including Services offered on a payment basis (each a “Paid Service” and collectively, “Paid Services”), you agree to be bound by these terms and conditions and such other additional or alternative terms, conditions, rules and policies which are displayed or to which you may be directed in connection with any particular Postmedia Site or Service (collectively the “Terms and Conditions”), all as may be modified by Postmedia in accordance with these Terms and Conditions. Without limiting the generality of the foregoing, the Terms and Conditions will also apply if you access a Postmedia Site or Service, or authenticate as a user, through a third party website or social media application (for example, through X® or Facebook®). The Terms and Conditions will also apply when Postmedia interacts with a third party like YouTube, by using the Services, you agree to be bound by the YouTube Terms of Service located here. These Terms and Conditions, along with any modifications or additional or alternate terms or conditions referred to, including those related to your agreement to use a Paid Service (a “Paid Services Agreement”), shall be the entire agreement between you and Postmedia and any prior communications between you and Postmedia (including, for example, e-mails) do not form part of these Terms and Conditions. If you do not agree with these Terms and Conditions, do not use any Postmedia Site or any of the Services.

2. Your Registration Obligations

You may be required to establish an account or otherwise register (each a “Member Account”) to participate in certain Services on the Postmedia Site. When you provide registration information, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the applicable Services’ registration form (such information collectively being the “Registration Data”); (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete; and (c) agree to pay all fees, including applicable taxes, incurred in connection with your use of any Paid Service. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your Member Account and refuse any and all current or future use of the Services (or any portion thereof). During registration, you may be asked to provide an e-mail address and to create your own password. Your e-mail address will become your user identification (“User ID”).You are responsible for maintaining the confidentiality of the password and your Member Account, and are fully responsible for all activities that occur under your password or Member Account. You agree to: (a) immediately notify Postmedia of any unauthorized use of your password or Member Account or any other breach of security; and (b) ensure that you exit from your Member Account at the end of each session. Postmedia cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 2.

3. Privacy Statement

Registration Data and certain other personal information about you is subject to our Privacy Statement. For more information, please see our Privacy Statement. By submitting your personal information you signify your agreement to the Privacy Statement which may be amended from time to time. You agree that Postmedia has the right, but not the obligation, to monitor the Postmedia Sites and the Services electronically from time to time.

You acknowledge and agree that where you are required to set up a Member Account (for example, to comment on a story), if you choose to do so using personal information provided by a third party website or application such as Facebook® or X®, this paragraph constitutes prior written notice to you of, and your consent to, the collection and use of your personal information by Postmedia for the purposes of setting up the Member Account.

You acknowledge that in the event that a third party service provider is located in the United States or another foreign country, your personal information may be processed and stored in the United States or such other foreign country, and the governments, courts or law enforcement or regulatory agencies of that country may be able to obtain disclosure of your personal information through the laws of the foreign country. Whenever we engage a third party service provider to do work for us, we confirm that its privacy and security standards meet our requirements. You acknowledge and agree that this paragraph constitutes prior written notice to you of, and your consent to the collection, use and disclosure of your personal information as described above.

4. User Conduct

All information, data, text, software, music (including both the particular performance(s) and the underlying musical composition) sound, photographs, graphics, images, avatars, video, messages, ideas, reviews, opinions, suggestions or other materials on a Postmedia Site, including links to any third party websites or social media applications embedded therein (“Content”), uploaded, posted or otherwise submitted by a user to a Postmedia Site or the Services (“User Content”) is the sole responsibility of the person from which such User Content originates and any uploading, posting or other submission of such User Content is subject to the Submission Release Terms and Conditions referred to in Section 5 below. In addition to the License, Release and Waiver terms for Music, Photos Content and User Content (as defined in Section 5 below), you also acknowledge and agree that you, and not Postmedia, are entirely responsible for all User Content that you upload, post, or otherwise submit via Postmedia Sites and/or pursuant to the Services. Postmedia does not control the User Content posted via the Postmedia Site and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using a Postmedia Site or Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Postmedia be liable in any way for any loss, damage or injury related to, or arising as a result of, any Content (including User Content), including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any User Content uploaded, posted, or otherwise submitted via a Service.

You agree to not use any Service to post, e-mail, transmit, upload or otherwise submit any User Content that:

is offensive to the online community, such as Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
could be harmful to minors;
harasses or advocates harassment of another person;
involves the transmission of “junk mail”, “chain letters”, or unsolicited mass mailing or “spamming”;
promotes information that is false, misleading, illegal or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party including, without limitation, promoting an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
displays pornographic or sexually explicit material of any kind;
provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under the age of 18;
provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses;
solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information );
engages in commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, and pyramid schemes, without our prior written consent; and
contains or will contain any disabling mechanism or protection feature designed to prevent its use, including any clock, timer, counter, computer virus, worm, software lock, drop dead device, Trojan horse routine, trap door, time bomb or any other codes, designs, routines or instructions that may be used to access, modify, replicate, distort, delete damage or disable the Content, any Services or any Postmedia Site and any world wide web pages or any operating system software or hardware on which such Content, Service or Postmedia Site is operated or displayed except as specifically designed into the Content.

Postmedia and its designees shall have the right to remove any User Content that violates these Terms and Conditions, or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. You acknowledge and agree that Postmedia may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of Postmedia, its users and/or the public.

5. Submitted/Uploaded Content

You agree that by uploading, posting or otherwise submitting any User Content materials to any content generating or submitting Service or page on a Postmedia Site including, without limitation, to any live chat, commenting application, forum, social media application/page literary and/or dramatic content upload Service, music upload Service, reporting/blogging Service, criticism, review or opinion upload Service, any contest page, or any image, photograph or other visual art-form upload Service, you are agreeing to the applicable Submission Release Terms and Conditions linked here for your reference. For any music that may be uploaded (where or if permitted on Postmedia Sites) please refer to the following Music Submission License, Release and Waiver (Schedule “A” below).

For any photo that may be uploaded, please refer to the following Photo Submission License, Release and Waiver (Schedule “B” below). For all other User Content please refer to the following Submission License, Release and Waiver (Schedule “C” below). Each of the Music Submission License, Release and Waiver, the Photo Submission License, Release and Waiver and the Submitter Content License, Release and Waiver are hereby incorporated by reference into these Terms and Conditions. PLEASE READ THE APPLICABLE SUBMISSION RELEASE TERMS AND CONDITIONS BEFORE POSTING, UPLOADING, OR OTHERWISE SUBMITTING ANY CONTENT WHATSOEVER TO ANY POSTMEDIA SITE OR SERVICE. ANY SUCH POSTING, UPLOADING, OR OTHER SUBMISSION OF CONTENT TO A POSTMEDIA SITE OR SERVICE WILL INDICATE THAT YOU ACCEPT AND AGREE TO BE BOUND BY THE APPLICABLE SUBMISSION RELEASE TERMS AND CONDITIONS.

WITHOUT LIMITING THE GENERALITY OF THE SUBMISSION RELEASE TERMS AND CONDITIONS, UNDER NO CIRCUMSTANCES SHALL ANY DISCLOSURE OF ANY USER CONTENT OR RELATED MATERIAL TO POSTMEDIA BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. EXCEPT IN RESPECT OF MUSIC (WHICH USE SHALL BE GOVERNED BY THE MUSIC SUBMISSION LICENSE, RELEASE AND WAIVER) BY SUBMITTING USER CONTENT OR ANY RELATED MATERIAL TO POSTMEDIA, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE USER CONTENT OR ANY RELATED MATERIAL AND ARE REPRESENTING AND WARRANTING TO POSTMEDIA THAT THE USER CONTENT (AND ALL PARTS OF IT) OR ANY RELATED MATERIAL ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY RIGHTS IN THE USER CONTENT OR ANY RELATED MATERIAL AND THAT POSTMEDIA IS FREE TO IMPLEMENT, PUBLISH, DISTRIBUTE, REPRODUCE, COMMUNICATE (AND AUTHORIZE THE COMMUNICATION OF), TRANSMIT, MODIFY AND OTHERWISE EXPLOIT THE USER CONTENT (INCLUDING ANY IDEA AND/OR SUGGESTION) AND TO USE THE RELATED MATERIAL IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY POSTMEDIA, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.

When participating in the various social networking aspects available through the Postmedia Sites such as commenting applications, forums, blogs or live chats (each a “Forum”, collectively, “Forums”), never assume that people are who they say they are, know what they say they know, or are affiliated with whom they say they are affiliated. Postmedia cannot be responsible for the content or accuracy of any information, and will not be responsible for any reliance or decisions made based on such information.

When participating or commenting in any Forum on or through a Postmedia Site you may not post, upload, link to, or otherwise distribute any information, materials or content that does not generally pertain to the designated topic or theme of the particular Forum. Use of Postmedia’s Forums for commercial purposes of any kind is strictly prohibited. Please note that Postmedia reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of these Terms and Conditions. Use of and/or participation in any Forum shall indicate your acceptance of the Terms and Conditions.

7. Responsibility for Minors

In cases where you have authorized a minor to use a Postmedia Site or any of the Services, you recognize that you are fully responsible for: (i) the online conduct of such minor; (ii) controlling the minor’s access to and use of a Postmedia Site or any of the Services; and (iii) the consequences of any misuse by the minor. You acknowledge that some of the areas of a Postmedia Site may contain Content that is inappropriate for minors. You acknowledge that Postmedia has no obligation to monitor the Services or any Content accessible through the Postmedia Sites.

8. Restrictions on Re-use, Re-sale of Services

All Content available on a Postmedia Site, including the manner in which such Content is presented, and the Services are: Copyright Postmedia Network Inc., its affiliates, related companies, unaffiliated partners and/or licensors. All rights reserved. Such Content is protected by Canadian and worldwide copyright laws and treaty provisions. Postmedia grants you a limited non-exclusive, non-transferable license to use and display on your computer or other electronic access device, the Content and Services for your own personal and non-commercial use only, provided that you do not modify the Content and that you maintain all copyright and other proprietary notices. Except as provided herein, you agree not to reproduce, make derivative works of, retransmit, distribute, sell, publish, communicate, broadcast or otherwise make available any of the Content obtained through a Postmedia Site or any of the Services, including without limitation, by caching, framing, deep-linking or similar means, without the prior written consent of the respective copyright owner of such Content. Your entry or participation in any contest, sweepstakes, promotion or other similar offering on any Postmedia Site (each, a “Contest”) shall also be subject to and governed by the specific rules and regulations in respect of that Contest.

9. Commercial Use

No Forum or other areas of the Postmedia Sites may be used by you for any commercial purposes such as to conduct sales of goods and services of any kind. You must obtain our prior written consent to make commercial offers of any kind, whether by advertising, solicitations, links, or any other form of communication. Without limiting the foregoing, you may not resell or link to other sites for any commercial purpose whatsoever. We reserve the right to investigate and take appropriate legal action against anyone who violates this provision, including without limitation, removing the offending communication from the applicable Postmedia Site(s) and barring such violators from use of the Postmedia Sites. We reserve the right to block access to the Postmedia Sites by any user known or reasonably believed to be using the Postmedia Sites for any commercial purpose (including, without limitation, the sale of goods and services).

10. Access and Interference

You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the Content contained thereon, to register for a Member Account or for any other unauthorized purpose without our prior express written permission. You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure. You agree that you will not access, reload or “refresh” pages contained on the Postmedia Sites, or make any other request to transactional servers, more than once during any three second interval.

11. Downloads

Certain Services may allow you to download software applications or other forms of Content, including files, images and/or data incorporated therein (collectively, the “Software”). The Software is made available to you by Postmedia or third parties subject to these Terms and Conditions and the terms and conditions made available to you during the software installation process. You agree that the Software is licensed to you by Postmedia or third parties for your personal and non-commercial use only provided that you do not modify the Software and that you maintain all copyright and other proprietary notices and that Postmedia or the designated third parties retain full and complete title to the Software and all intellectual property rights therein. You may not redistribute, sell, de-compile, reverse engineer, disassemble, or otherwise reduce the Software to a human-readable form. You agree that it is your responsibility to review and evaluate the Software and the related terms and conditions, and that all risk associated with the use of, or reliance on, the Software rests with you. You further agree that Postmedia, including its suppliers, shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, the Software, including the failure of the Software to meet your needs, standards, expectations or specifications. Postmedia Sites and/or Services and software derived from Postmedia Sites and/or Services may be further subject to certain Canadian and United States export controls. No software from any Postmedia Site or Service may be downloaded or otherwise exported or re-exported into (or to a national or resident of) any country prohibited by such export controls or to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using the Postmedia Sites, Services or any software derived there from, you acknowledge that it is your responsibility to determine the applicability of and the compliance with, any export controls and you hereby represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list referred to above in respect of any applicable export control.

12. Site Information

a. Permitted Use
You may display, download or print the information displayed on the Site (the “Information”) for your own internal and non-commercial purposes provided that you maintain all copyright and other proprietary notices contained on such Information if and when you download it. You may not, however, use, reuse, display, distribute, modify, perform, or transmit any Information, including any text, images, audio, or video, for commercial or public purposes, without the express prior written permission of its owner. You must not transfer the Information to any other person unless you give them notice of, and they agree to accept, the obligations arising under these Terms.

b. Web Scraping
Means the use of manual processes, automated processes, artificial intelligence, bots, web crawlers, or the like, to harvest content from our Site, extract data from our Site, or for machine or artificial intelligence learning purposes. Except as expressly stated in these Terms, Web Scraping shall not be permitted under any circumstance without the prior consent of Postmedia.

c. Third Party Sites
For your convenience and information, the Postmedia Site may provide links or pointers to web sites that are operated by third parties. Postmedia makes no representations whatsoever about any other web site that may be accessed through, or as a result of, this Site.

If you decide to access any such third party web site, you do so entirely at our own risk. Please ensure that you take all appropriate protective measures to safeguard your system against viruses or other destructive elements before you do so.

d. Revisions and Updates
Information published on this Site is subject to change without notice. The Site may be improved and/or have changes in the products, services and/or the programs described in this Site at any time without notice. You are bound by any such revisions and should therefore periodically visit this page to review the updated and revised Terms.

e. Internet/Web Technologies – Cookies, Web Beacons, Digital Certificates, etc.
Cookies are lines of text that are transmitted to your Web browser. Cookies provide a way for a server to recall a previous request or previous registration and your secured access. Your browser stores the information on your hard drive and on a return visit provides the same seamless personalized experience. This Site uses cookies. Cookies may be placed, and anonymous user traffic data collected, by Postmedia or a third party who provides services to a Postmedia. You can set your browser to notify you before you receive a cookie, giving you the chance to decide whether to accept it. You can also set your browser to turn off cookies. If you do, however, some areas of the Site may not function properly.

f. IP Addresses
This Site collects IP addresses for system administration and internal tracking and analysis. When you visit this Site, the servers log the IP addresses only.

g. Intellectual Property
Postmedia, and all associated logos are existing, pending or registered trademarks of Postmedia Network Inc., used under license.

The material provided on this Site is copyrighted and protected by applicable local laws and worldwide copyright laws and treaties. Except as specifically stated, none of the material may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form without Postmedia prior written permission. You also may not, without our permission, “mirror” any material contained on our Site or any other server.

All other trade marks, trade names or marked brands and logos found on any part of the Site are the property of their respective owners. Please note that the Site may contain other proprietary notices and copyright information that must be observed.

You agree to comply with all copyright laws worldwide in your use of this Site and to prevent any unauthorized copying of the Information. Except as expressly provided herein, Postmedia does not grant any express or implied right or license to you under any patents, trademarks, copyrights, trade secret information or other intellectual property rights of Postmedia or any third parties. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any such license or right.

13. Indemnity

You agree to defend, indemnify and hold harmless each of Postmedia, its affiliates and licensors and each of their respective officers, directors, employees and agents, including all third parties mentioned on a Postmedia Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, resulting from or related to: (a) your breach of any of these Terms and Conditions (including any Terms and Conditions incorporated by reference) or your Paid Services Agreement; (b) your access to or use of a Postmedia Site, Services or Content; or (c) your use or reliance on, or publication, communication or distribution of anything on or from a Postmedia Site or through any of the Services. You shall use your best efforts to cooperate with us in the defense of any claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

14. General Practices Regarding Use and Storage

You acknowledge that Postmedia may establish general practices and limits concerning use of the Services, including without limitation the maximum number of days that User Content will be retained by a Postmedia Site, the maximum number of times (and the maximum duration for which) you may access the Postmedia Sites or the Services in a given period of time. You agree that Postmedia has no responsibility or liability for the deletion or failure to store any messages and other communications or other User Content maintained or transmitted on or by a Postmedia Site or Service. You further acknowledge that, in relation to free services, Postmedia reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

15. Modifications to Service (Other than Paid Services)

For users of the Postmedia Sites and/or any Services, other than Paid Services, Postmedia reserves the right, in its sole discretion, at any time and from time to time to modify these Terms and Conditions and discontinue, temporarily or permanently, any Postmedia Sites or Services (or any part of such Postmedia Sites or Services) with or without notice. You agree that any modification or discontinuance of any Postmedia Sites or Services may be effected without prior notice, and acknowledge and agree that in connection with any such modification or discontinuance, Postmedia may immediately deactivate or delete your Member Account and all related information and files in your Member Account (including any Registration Data). You further agree that Postmedia shall not be liable to you or to any other person as a result of any such modification or discontinuance for any reason whatsoever. Your continued use of a Postmedia Site or Service will mean that you accept those changes. For users of Paid Services, modifications of your Services and these Terms and Conditions are governed by your Paid Services Agreement, including all relevant provisions of these Terms and Conditions.

16. Termination

You agree that Postmedia, in its sole discretion, may suspend or terminate your Member Account, or use of the Postmedia Sites or Services, and remove and discard any User Content within the Service at its convenience, or for any reason, including, without limitation, for lack of use or if Postmedia believes that you have violated or acted inconsistently with the letter or spirit of the Terms and Conditions. Postmedia may also in its sole discretion and at any time discontinue providing the Postmedia Sites or Services, or any parts of the Postmedia Sites or Services, including Paid Services, with or without notice. You agree that any suspension and/or termination of your access to the Postmedia Sites or Services may be effected without prior notice, and acknowledge and agree that Postmedia may immediately deactivate or delete your Member Account and all related information and files in your Member Account (including any Registration Data) and/or bar any further access to such files or the Services. You further agree that Postmedia shall not be liable to you or to any other person as a result of any such suspension or termination. If you are dissatisfied with a Postmedia Site or any of the Services or with any terms, conditions, rules, policies, guidelines, or practices of Postmedia in operating a Postmedia Site or any of the Services, your sole and exclusive remedy is to discontinue using the Postmedia Site or Services in question. If you wish to delete your Member Account, please use the Delete My Account option on your Member Profile page.

17. Content Linked to a Postmedia Site

Please exercise discretion while browsing the Internet. Please note that certain links on the Postmedia Sites may take you to, or otherwise interact with, other websites (including social media websites). Postmedia provides these links only as a convenience and not as an endorsement by Postmedia. These linked sites are not necessarily under the control of Postmedia. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements. Furthermore, you acknowledge and confirm that you are responsible for viewing and abiding by the terms of use and privacy policies posted at these third party linked sites. Postmedia is not responsible for the content of any such linked sites or any other web page which is not part of a Postmedia Site and under Postmedia’s control. Unless otherwise expressly provided, Postmedia makes no representation or warranty regarding, and does not endorse, any linked site or the information, products or services appearing thereon. Accordingly, you agree that Postmedia will not be responsible or liable in any way for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any site linked from a Postmedia Site or the use of any personal information that you provide to such linked site by the operator(s) of such linked site.

18. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF ANY POSTMEDIA SITE OR SERVICE IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE POSTMEDIA SITES OR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. POSTMEDIA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, POSTMEDIA MAKES NO WARRANTY THAT (i) THE POSTMEDIA SITES OR SERVICES WILL MEET YOUR REQUIREMENTS, (ii) THE POSTMEDIA SITES OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE POSTMEDIA SITES OR SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE POSTMEDIA SITES OR SERVICES WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF POSTMEDIA SITES OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM POSTMEDIA, A POSTMEDIA SITE OR THROUGH OR FROM ANY SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS AND CONDITIONS.

19. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT POSTMEDIA SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF POSTMEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE POSTMEDIA SITES OR SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE POSTMEDIA SITES OR SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE POSTMEDIA SITES OR SERVICES; OR (v) ANY OTHER MATTER RELATING TO THE POSTMEDIA SITES OR SERVICES. YOU EXPRESSLY ACKNOWLEDGE THAT POSTMEDIA HAS ENTERED INTO THIS AGREEMENT, AND HAS AND WILL MAKE THE POSTMEDIA SITES, SERVICES AND CONTENT AVAILABLE TO YOU IN RELIANCE UPON THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH IN THESE TERMS AND CONDITIONS, AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND POSTMEDIA. YOU EXPRESSLY AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH IN THESE TERMS AND CONDITIONS WILL SURVIVE, AND CONTINUE TO APPLY IN THE CASE OF, FUNDAMENTAL BREACH OR BREACHES, THE FAILURE OF ESSENTIAL PURPOSE OF CONTRACT, THE FAILURE OF ANY EXCLUSIVE REMEDY OR TERMINATION OF THIS AGREEMENT.

20. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 17 AND 18 MAY NOT APPLY TO YOU.

21. Professional Information Disclaimer

The Postmedia Sites may make available certain information provided by third parties related to various professional fields such as, without limitation, medicine and other health and fitness related matters, law, accounting and financial planning and investments (the “Professional Information”). The Professional Information is provided for educational and entertainment purposes only and should not be interpreted as a recommendation for a specific treatment plan, product or course of action. Use of a Postmedia Site does not replace consultations with a qualified medical, legal, financial or other relevant professional. In addition, while the Professional Information is frequently updated, this information changes rapidly and therefore, some of the Professional Information may be out of date. You agree that all risk associated with the use of, or reliance on, any of the Professional Information rests with you. You further agree that Postmedia, including its suppliers, shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, any such Professional Information.

22. Medical/Health Information Disclaimer

The Professional Information may contain health-related and medical-related information (including any facts, views, opinions, recommendations, descriptions of, or references to, products, services and medications). Such health-related and medical-related information made available by Postmedia, through a Postmedia Site or any of the Services is: (a) for informational purposes only; (b) not to be used or construed as a substitute for professional medical advice, diagnosis, or treatment; (c) not intended as a recommendation or endorsement of any specific tests, products, procedures, opinions or any other information. Reliance on any health-related or medical-related Professional Information on, or accessible through, the Postmedia Sites or Services is solely at your own risk. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION. NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF INFORMATION YOU HAVE READ OR OTHERWISE OBTAINED FROM ANY POSTMEDIA SITE.

23. Financial Information Disclaimer

The Professional Information may contain financial information (including any facts, views, opinions, recommendations, descriptions of, or references to, products or securities). Such financial information made available by Postmedia, through a Postmedia Site or any of the Services is: (a) for informational purposes only; (b) not to be used or construed as an offer to sell, a solicitation of an offer to buy, or an endorsement, recommendation, or sponsorship of any entity or security by Postmedia; and (c) not necessarily reflective of the views or policy of Postmedia, including the publisher, contributors and staff of, and advertisers on, a Postmedia Site. You acknowledge and agree that any request for information by you is unsolicited and shall neither constitute nor be construed as investment advice by Postmedia. You should apply your own judgment in making any use of any financial information, including, without limitation, the use of any information contained therein as the basis for any conclusions. You bear responsibility for your own investment research and decisions. PRIOR TO MAKING ANY INVESTMENT DECISION, IT IS STRONGLY RECOMMENDED THAT YOU SEEK OUTSIDE ADVICE FROM A QUALIFIED INVESTMENT ADVISOR. POSTMEDIA DOES NOT PROVIDE OR GUARANTEE ANY FINANCIAL, LEGAL, TAX, OR ACCOUNTING ADVICE OR ADVICE REGARDING THE SUITABILITY, PROFITABILITY, OR POTENTIAL VALUE OF ANY PARTICULAR INVESTMENT, SECURITY, OR INFORMATION SOURCE. You acknowledge that Postmedia may invest or otherwise hold interests in entities which may be referenced in any of the Services or Content accessible through a Postmedia Site. The views and opinions expressed on a Postmedia Site are not intended to constitute a description of securities bought, sold, or held on behalf of Postmedia nor an indication by Postmedia of any intention to buy, sell, or hold any security.

24. Search Content Disclaimer

Any and all pictures, sounds, sound effects, sound recordings, musical works, performances, graphics, video, cinematic productions, audio-visual works, search results, listings (paid or free) and/or the arrangement thereof and any other works (the “Multimedia Content”) located through any Postmedia Site’s search services are protected by copyright and/or other intellectual property laws. Postmedia does not have the right to authorize you to reproduce, distribute, publicly display, publicly perform, communicate or create derivative works from any files containing such Multimedia Content. Where search results link to sites outside a Postmedia Site, all of the Multimedia Content contained on such sites is owned and served by entities other than Postmedia. Postmedia provides you with the URL or address of the Multimedia Content; this information may be used to determine the server of the Multimedia Content. If you intend to make use of any Multimedia Content accessed through a Postmedia Site’s search services for commercial or noncommercial purposes, we strongly suggest that you contact the server and/or owner of the Multimedia Content for permission to use such Multimedia Content.

25. Third Party Dealings & Online Sales Disclaimer

You acknowledge that some of the services accessible on the Postmedia Site are provided by third parties, including but not limited to health newsletters and surveys. You acknowledge that in dealings with third parties, Postmedia is not the seller or provider and your agreement of purchase or for services with such third party is between you and the third party, and not Postmedia. Postmedia assumes no responsibility whatsoever for any charges you, or any user of any account you establish through the Postmedia Site, incurs when making purchases or other transactions in this manner. The responsibility for ensuring compliance with all applicable laws in connection with any such transactions shall be yours and/or the third party’s alone. You agree that Postmedia shall not be responsible or liable in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such dealings or transactions. You acknowledge and agree that your correspondence or business dealings with any third parties, including any merchants or advertisers, found on, or through, a Postmedia Site or any of the Services, including payment for and delivery of related goods and services, and all other terms, conditions, representations and warranties related to such dealings, are solely as between you and such third parties.

26. Trademarks

POSTMEDIA, Canada.com, the Canada.com logo, the Bubbles Design, Postmedia Network, the newspaper mastheads and other newspaper and Postmedia trademarks and design marks, are trademarks and registered trademarks of Postmedia Network Inc., Postmedia Network Canada Corp. and/or their affiliates or related companies (collectively, the “Postmedia Marks”). All other product, brand and company names and logos used or mentioned on a Postmedia Site or any of the Services may be the trademarks or registered trademarks of their respective owners. Any use of any trademarks appearing on a Postmedia Site or any of the Services without the express written consent of the owner of the trademark is strictly prohibited.

27. Governing Law/Jurisdictional Issues

Except for third party sites and services independently operated and accessed through Postmedia Sites, all other Postmedia Sites and Services are controlled, operated and administered by Postmedia from its offices within Canada. Postmedia makes no representation or warranty that a Postmedia Site or any of the Services are appropriate or available for use at any locations outside Canada. If you access a Postmedia Site from outside Canada, you are responsible for compliance with all applicable laws. You may not export any of the Content accessible through a Postmedia Site in violation of applicable export laws and regulations. These Terms and Conditions shall be interpreted, construed and governed by the laws in force in the Province of Ontario, and the federal laws of Canada applicable therein, without reference to its conflict of laws principles. Subject to the Arbitration and Actions paragraph below, each party hereby agrees to submit to the jurisdiction of the courts of the Province of Ontario and the Federal Courts situate therein, and to waive any objections based upon venue. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms and Conditions.

28. Arbitration and Actions

Except where prohibited by applicable law, any controversy, claim or dispute arising out of or relating to these Terms and Conditions, your use of any Postmedia Site or Service (including Paid Services) or the relationship which results from these Terms and Conditions, including without limitation, the performance, breach, enforcement, existence or validity of the matters provided for in these Terms and Conditions which cannot be amicably resolved, even if only one of the parties declares that there is a difference (collectively, a “Claim”), will be referred to and finally settled (to the exclusion of the courts) by private and confidential binding arbitration before a single arbitrator held in Toronto, Ontario in English and governed by Ontario law pursuant to the Arbitration Act 1991, (Ontario), as amended, replaced or re-enacted from time to time. The arbitrator shall be a person who is legally trained and who has experience in the information technology field in Canada and is independent of either party. Any such Claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim, controversy or dispute of any other party. Except where prohibited by applicable law, you agree to waive any right you may have to commence or participate in any class action against us related to any Claim and, where applicable, you also agree to opt out of any class proceedings against us. Notwithstanding the foregoing, we reserve the right to pursue the protection of intellectual property rights and confidential information through injunctive or other equitable relief through the courts.

29. Miscellaneous

These Terms and Conditions and, where applicable, the specific terms of a Paid Services Agreement, constitute the entire agreement between Postmedia and you pertaining to your use of the Postmedia Sites and Services and, except as specifically set forth herein, supersede any prior agreements between you and Postmedia relating to the Postmedia Sites and Services. Postmedia may assign these Terms and Conditions, in whole or in part, at any time. Postmedia’s failure to insist upon or enforce strict performance of any right or provision of the Terms and Conditions shall not constitute or be construed as a waiver of any right or provision. If any of the provisions (or parts thereof) contained in the Terms and Conditions, as amended from time to time, are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining provisions (or parts thereof) contained herein which shall remain in full force and effect and shall be construed as if the invalid provision had been omitted. The parties have required that the Terms and Conditions and all documents relating thereto be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents que s’y rattachent soient rédigés en anglais (Version française). In the event of a conflict between the English and French version of these terms, the English version shall prevail.

Schedule A

MUSIC SUBMISSION LICENCE, RELEASE AND WAIVER

This licence, release and waiver allows us to expose your music to new listeners for your benefit by streaming your music on certain Postmedia Sites and Services (where permitted by Postmedia), and broadcasting it in certain other media outlets, as well permitting us to gain further exposure for your music by printing your lyrics in our newspapers and other print publications. Please note that we cannot expose your music to new listeners if you do not own all rights to the music composition (for instance, publishing rights), the actual performance of the music that you plan to upload to us (including, for instance, the performances of anyone else included in the music) or if you have already assigned any rights to a collection society such as SOCAN. Please also note that not all of the Postmedia Sites or Services permit or provide for uploading of your music. If you decide at any time that you no longer want us to use your Music pursuant to this license, simply send us a written request to the Attention of: Rights Manager – Postmedia Digital at 365 Bloor Street East, Toronto, ON, M4W 3L4. WE WILL NOT MAKE YOUR MUSIC AVAILABLE FOR DOWNLOAD. YOUR MUSIC WILL BE STREAMED ON POSTMEDIA SITES ONLY AND MAY OTHERWISE BE BROADCAST ON OTHER SECURE MEDIA DESCRIBED BELOW. The purpose of this upload, streaming, and broadcast tool is to allow you to expose your music to new listeners for your benefit.

For this benefit, along with other valuable consideration that you acknowledge, you agree with Postmedia as follows:

You grant to Postmedia, a non-exclusive and royalty-free right and license, (but not the obligation), in perpetuity throughout the world, to use, reproduce, store, transmit, communicate (and authorize the communication of, including public internet streaming and broadcast use) the musical composition and actual performance of the musical composition (whether contained in a master recording or otherwise)(including any and all performances contained in the actual recording) in whole or in part (collectively, your “Music”), or any part thereof, on
i. any Postmedia Site now existing or to be created (including, without limitation, internet web pages located at the domain name www.canada.com and its related and successor websites) and however configured for any electronic distribution platform or device whether fixed or mobile (whether now known or to be devised and including, without limitation, phones, personal digital assistant, pagers and other wireless enabled devices and applications) and
ii. each and every conventional and/or satellite radio station owned, operated or controlled by Postmedia or its affiliates (each a “Licensed Station”). You irrevocably waive, in Postmedia’s favour any and all so-called “moral rights” in connection with your Music. You grant these rights and this waiver to Postmedia free of charge.
You grant Postmedia a non-exclusive and royalty free right and license (but not the obligation), in perpetuity throughout the world to mechanically reproduce your Music, in whole or in part, for the sole purpose of the exercise of its rights described in Paragraph 1 above. You grant these rights to Postmedia free of charge.
You also grant to Postmedia an irrevocable non-exclusive and royalty-free right and license (but not the obligation), in perpetuity throughout the world, to use, reproduce, publish, display, and distribute any and all lyrics contained in the Music (the “Lyrics”), or any part thereof, in each and every print publication (whether periodical or not) owned, operated, controlled, published or co-published, or commissioned by Postmedia and/or its affiliates (each a “Licensed Publication”). You grant these rights to Postmedia free of charge.
You represent and warrant that:
a. you own or control 100% of the rights in and to your Music and the Lyrics. The rights granted to Postmedia in this license, the Music and the Lyrics and each and every one of its and their component elements are, wholly original with you and not copied in whole or in part from any other work;
b. you have the right to grant to Postmedia the rights granted to us in this license. No further permissions, consents or payments are required from or to, any third party in connection with the use by Postmedia of the rights granted hereunder, there is (and will not be) any agreement with a third party that may in any way interfere with Postmedia’s rights under this license, and such rights are and shall be free and clear of any and all claims, rights and obligations whatsoever;
c. this license, the Music and the Lyrics shall not be subject to the jurisdiction of the American Federation of Musicians or other similar guild or organization in any jurisdiction and no additional payment, royalties, or consent of any party are required in connection with Postmedia’s exercise of the rights granted in this license (including, without limitation, any payments in respect of neighbouring rights). Without limiting what you have represented to above, you have not previously assigned any or all of the so-called “small” performing rights in and to the Music to any performing rights society, and have not previously assigned any or all of the so called “publishing rights” in and to the Music to any publishing company, record company or other person or entity whatsoever; and
d. you are a resident of Canada.
Postmedia is the sole owner of all rights (including copyright) in the Postmedia Sites, Licensed Stations and Licensed Publications and in this capacity shall have the right to use the Music and the Lyrics in any manner in its sole discretion within the terms of this license, including, but not limited to the right to edit your Music to accommodate broadcast and broadcast distribution requirements. However, unless we have your prior consent, we will not use your Music in conjunction with any other material to create a new derivative work.
You expressly and irrevocably release and forever discharge Postmedia, its parent, subsidiary, affiliated and associated companies, and their directors, officers, employees, agents, representatives, independent and dependent contractors, licensees, successors and assigns of and from any and all actions, causes of action, suits, proceedings, liability, debts, judgments, claims and demands whatsoever in law or equity which User ever had, now have, or hereafter can, shall or may have, for or by reason of, or arising directly or indirectly out of, Postmedia’s exercise of its rights in this license, release and waiver
You hereby agree to indemnify and hold harmless Postmedia, its partners, co-producers, financiers and distributors, their parent, affiliated and related companies, and all of their respective individual shareholders, directors, officers, employees, licensees and assigns from and against any claims, actions, losses and expenses (including legal expenses) occasioned by any breach of your representations and warranties or any other provision of this license, release and waiver.
You shall not have any right to terminate the permissions granted herein, nor to seek, obtain, or enforce any injunctive or other equitable relief against Postmedia, all of which such rights are hereby expressly and irrevocably waived by you in favour of Postmedia.
You acknowledge having obtained independent legal advice in connection with this license, release and waiver, failing which, you shall be deemed to have voluntarily waived the right to seek such independent legal advice. 10. Except to the extent that they conflict with the license, release and waiver terms of the upload of your Music, Photos or User Content, the general Terms and Conditions for use of the Postmedia Sites are also applicable to your upload of Music and such Terms and Conditions are incorporated into this license. If those general Terms and Conditions conflict with the terms and conditions of this license, release and waiver, this license, release and waiver will govern. Except as otherwise defined in this license, any capitalized terms shall have the meanings given to such terms in the general Terms and Conditions.

SCHEDULE “B”

PHOTO SUBMISSION LICENCE, RELEASE AND WAIVER

Please note that we cannot publish your photographic materials or images (“Photos”) if you do not own all rights in them, and have permission from those who may appear in your Photos to publish the Photos. Please also note that not all of the Postmedia Sites or Services permit or provide for uploading of your Photos. If you decide at any time that you no longer want us to use your Photos pursuant to this license, simply send us a written request to the Attention of: Rights Manager – Postmedia Digital at 365 Bloor Street East, Toronto, ON, M4W 3L4. In consideration of Postmedia’s agreement to allow you to post, e-mail, transmit, upload or otherwise submit any Photo to the Postmedia Sites or Services and, possibly, to review, and potentially publish any such materials submitted to Postmedia by you, and for other valuable consideration the receipt and sufficiency of which are hereby expressly and irrevocably acknowledged, you agree with Postmedia as follows.

You grant to Postmedia, a non-exclusive and royalty-free right and license, (but not the obligation), in perpetuity throughout the world, to use, reproduce, store, transmit, communicate the Photo in whole or in part, or any part thereof,
i. on any Postmedia Site now existing or to be created (including, without limitation, internet web pages located at the domain name www.canada.com, and its related and successor websites) and however configured for any electronic distribution platform or device whether fixed or mobile (whether now known or to be devised and including, without limitation, phones, personal digital assistant, pagers and other wireless enabled devices and applications); and
ii. in any newspaper (including but not limited to print and Digital Editions of such newspapers) owned or operated by Postmedia Network Inc. and/or its affiliates, related companies, unaffiliated partners and/or licensees, successors or assigns, for the purpose of promoting your Photo and its submission to the Postmedia Sites. You irrevocably waive, in Postmedia’s favour any and all so-called “moral rights” in connection with your Photo. You grant these rights and this waiver to Postmedia free of charge.
You represent and warrant that:
a. you own or control all of the rights in and to your Photo. The rights granted to Postmedia in this license, the Photo and every one of its component elements are, wholly original with you and not copied in whole or in part from any other work, and/or you have obtained all necessary rights or licences in order to authorize use of your Photo for the above purposes;
b. you have the right to grant to Postmedia the rights granted to us in this license. No further permissions, consents or payments are required from or to, any third party in connection with the use by Postmedia of the rights granted hereunder, there is (and will not be) any agreement with a third party that may in any way interfere with Postmedia’s rights under this license, and such rights are and shall be free and clear of any and all claims, rights and obligations whatsoever;
c. this license, and the Photo shall not be subject to the jurisdiction of any guild, organization, corporation or collective in any jurisdiction and no additional payment, royalties, or consent of any party are required in connection with Postmedia’s exercise of the rights granted in this license. Without limiting what you have represented to above, you have not previously assigned any or all of the rights in and to the Photo to any guild, organization, corporation or collective or other person or entity whatsoever; and
d. you are a resident of Canada.
Postmedia is the sole owner of all rights (including copyright) in the Postmedia Sites and in this capacity shall have the right to use the Photo in any manner in its sole discretion within the terms of this license, including, but not limited to the right to edit your Photo to accommodate publication requirements; and to add to, delete from, edit, alter and otherwise combine the content with any other content in any manner and in any media whatsoever.
You expressly and irrevocably release and forever discharge Postmedia, its parent, subsidiary, affiliated and associated companies, and their directors, officers, employees, agents, representatives, independent and dependent contractors, licensees, successors and assigns of and from any and all actions, causes of action, suits, proceedings, liability, debts, judgments, claims and demands whatsoever in law or equity which you ever had, now have, or hereafter can, shall or may have, for or by reason of, or arising directly or indirectly out of, Postmedia’s exercise of its rights in this license, release and waiver.
You hereby agree to indemnify and hold harmless Postmedia, its partners, their parent, affiliated and related companies, and all of their respective individual shareholders, directors, officers, employees, licensees and assigns from and against any claims, actions, losses and expenses (including legal expenses) occasioned by any breach of your representations and warranties or any other provision of this license, release and waiver.
You shall not have any right to terminate the permissions granted herein, nor to seek, obtain, or enforce any injunctive or other equitable relief against Postmedia, all of which such rights are hereby expressly and irrevocably waived by you in favour of Postmedia.
You acknowledge having obtained independent legal advice in connection with this license, release and waiver, failing which, you shall be deemed to have voluntarily waived the right to seek such independent legal advice.
Certain portions of the Postmedia Site may run specific Photo submission campaigns, promotions or contests which envision reproduction of your photos in other publications or media. Certain portions of the Postmedia Site may also provide services to which you may upload your Photos for private viewing only (including but not limited to access by password and/or secure link only). In addition to the general Terms and Conditions for Postmedia Sites (including the Licence, Release and Waiver terms for Music, Photos and User Content incorporated therein), any specific terms and conditions of those services, campaigns, promotions or contests shall apply to those Photo submissions and are incorporated into this licence. To the extent that there is conflict between the provisions of those specific terms, this licence and the general Terms and Conditions for Postmedia Sites, the provisions of the specific terms and conditions of those Photo services, campaigns, promotions or contests shall apply. Except as otherwise defined in this license or in any specific terms and conditions of a Photo submission opportunity, any capitalized terms shall have the meanings given to such terms in the general Terms and Conditions.

SCHEDULE “C”

SUBMITTER CONTENT SUBMISSION LICENCE, RELEASE AND WAIVER

In consideration of Postmedia’s agreement to allow you to post, e-mail, transmit, upload or otherwise submit any User Content materials to the Postmedia Sites or Services and, possibly, to review, and potentially publish any such materials submitted to Postmedia by you, and for other valuable consideration the receipt and sufficiency of which are hereby expressly and irrevocably acknowledged, you agree with Postmedia as follows.

You acknowledge that:
a. by posting, e-mailing, transmitting, uploading or otherwise submitting any User Content to any Postmedia Sites or Services, you hereby irrevocably grant and assign to Postmedia the unlimited right and licence, for the full term of copyright or any extension thereof, to copy, adapt, transmit, communicate, public display and perform, distribute and create compilations and derivative works from such User Content, and to publish, reproduce and otherwise use and exploit the User Content in any manner and in any and all media, whether now known or hereafter devised, throughout the world, without further compensation. Postmedia shall be entitled to edit the User Content, and you hereby waive in favour of Postmedia and its assigns, all “moral rights” in and to the User Content. Nothing herein shall obligate Postmedia to use or publish the User Content in any manner. The rights granted hereunder may be freely assigned or sub-licensed by Postmedia to any third party.
b. Postmedia receives numerous submissions of ideas, stories and other materials from other sources and, in addition, Postmedia creates, and/or commissions others to create on Postmedia’s behalf, such materials (collectively the “Postmedia Materials”). The subject matter and substance and/or other elements (collectively the “Elements”) contained in the Postmedia Materials may be similar to those contained in the User Content submitted by you. You expressly and irrevocably understand, acknowledge and agree that Postmedia is accepting the User Content at your request, which request was and is deemed to have been made by you after having been advised by Postmedia that there are or may be pre-existing Postmedia Materials which may have one or more Elements similar, or substantially similar, to those found in the User Content;
c. Postmedia shall be entitled to use the User Content you submit to Postmedia without compensation or obligation to you; and
d. There is no relationship of any type created, including without limitation any agency, or fiduciary relationship, as between you and Postmedia, by virtue of the submission by you of the User Content to Postmedia hereunder.
You hereby expressly and irrevocably release and forever discharge Postmedia, its parent, subsidiary, affiliated and associated companies, and their directors, officers, employees, agents, representatives, independent and dependent contractors, licensees, successors and assigns of and from any and all actions, causes of action, suits, proceedings, liability, debts, judgments, claims and demands whatsoever in law or equity which you ever had, now have, or hereafter can, shall or may have, for or by reason of, or arising directly or indirectly out of, Postmedia’s use of the User Content.
You represent and warrant that:
a, the User Content you submit, and each and every of its component elements, are wholly original with you and not copied in whole or part from any other work;
b. you have the full and complete right to grant the permissions given hereunder to Postmedia, and that no further permissions are required from, nor payments required to be made to any third party in connection with the use by Postmedia of the User Content as contemplated herein; and
c. the User Content does not defame any person and does not infringe upon the copyright, moral rights, publicity rights, privacy rights or any other right of any person, or company, or violate any law or judicial or governmental order.
You hereby agree to indemnify and hold harmless Postmedia, its partners, co-producers, financiers and distributors, their parent, affiliated and related companies, and all of their respective individual shareholders, directors, officers, employees, licensees and assigns from and against any claims, actions, losses and expenses (including legal expenses) occasioned by any breach of your representations and warranties or any other provision of this license, release and waiver.
You shall not have any right to terminate the permissions granted herein, nor to seek, obtain, or enforce any injunctive or other equitable relief against Postmedia, all of which such rights are hereby expressly and irrevocably waived by you in favour of Postmedia.
You acknowledge having obtained independent legal advice in connection with this license, release and waiver, failing which, you shall be deemed to have voluntarily waived the right to seek such independent legal advice.
Except to the extent that they conflict with the license, release and waiver terms of the upload of your Music, Photos, and/or User Content, the general Terms and Conditions for use of the Postmedia Sites are also applicable to your submission of User Content and such Terms and Conditions are incorporated into this license. If those general Terms and Conditions conflict with the terms and conditions of this license, release and waiver, this license, release and waiver will govern. Except as otherwise defined in this license, any capitalized terms shall have the meanings given to such terms in the general Terms and Conditions.